And The Sun Was Going Down
by Kynky Pie
Summary: After Twilight helps Pinkie to throw a thank you party for Princess Celestia, she starts to grow concerned that Pinkie is spending a bit to much time with the princess.


~ And The Sun Was Going Down ~

_{On Pinkie Pie}_

**Warning! This version contains scenes of graphic lesbian pony sex! You have been warned!**

_Dear Princess Celestia,_

_I apologise for interrupting your busy schedule for such a trivial matter, but I am afraid that Pinkie Pie is holding me at pie-point. That is, she is threatening to hit me with a pie if I do not send this letter to you. Again, my apologies._

_After the Gala my friend, Pinkie, saw how happy you were after we had caused such a disruption. You thanked her for the good time that you had and I am afraid that she has gotten it into her head that you just need to experience a real party, Pinkie Pie Style. She wants to throw you a party in thanks for inviting us all to the Gala to give you a chance to unwind and have fun, away from all the stuffy nobles in Canterlot._

_There will be a small gathering, mostly friends, and the usual Pinkie party flair. It will be a very informal affair and she hopes that you will attend, and have some fun._

_Really Pinkie? The Princess is much too busy to come to a simple party in Ponyville. Don't get your hopes up, because I would hate so see you be disap-_

_Spike? Are you still writing? Stop! Don't write that!_

_Dammit._

_Your faithful student,  
>Twilight Sparkle.<em>

* * *

><p>"So what do you think, sister?" The dawn sister showed the letter she had just read aloud to her darker sibling.<p>

"Oooh! I like it!" The night sister clopped her hooves on the floor excitedly. "You haven't had a day off in over a thousand years! It's time you let your hair down and relaxed some."

Celestia looked at her mane, which was not only down, but flowing along the floor quite a ways like a waterfall of flowing color.

Luna stuck her tongue out at her literal minded, far-too-serious sister. "You know what I mean. Cut loose, drop the title, have a little fun! You know, fun that doesn't involve watching poor ponies make fools of themselves." She shook her head. "Honestly, sis, you are such a troll sometimes."

The white mare grinned sheepishly. "When you have lived as long as I have, you learn to take your amusements wherever you can find them."

"Exactly! Here is your chance to have some honest fun, with other ponies. Just leave the castle to me and everything will be fine!"

The elder princess sighed. "Are you sure? You know how nervous and frightened other ponies get around me. Always trying to please me, afraid I am going to drop the sun on them or something." She looked sadly away from the only pony who understood her. "Even my favorite student, Twilight, becomes a nervous wreck trying to please me when I am around."

The dark mare moved forward to hug her sister. "Stop that, right now Celly. They all love and adore you. Twilight and her friends are not just your subjects; they are the Elements of Harmony, and I can tell they want to be your friends as well. This Pinkie Pie even wants to make you happy by throwing a friendly INFORMAL party for you!" She tugged on the crown atop her sister's head with her magic. "So stop feeling sorry for yourself, take off all the silly royal trappings, and go have fun like a normal pony."

"But Ah ahm a normal pony! _**That wields the power of a god in her hooves...**_" Celestia mimicked first a girlish southern drawl, then a deep rumbling bass voice, grinning and winking at her sister.

"Ahh! Go away Alfalfa Monster! Go eat the ponies in Ponyville!" Luna mimicked a little filly voice, and giggled at her sister. She gave her another warm hug and made her way out of the bedchambers, pausing at the door. "You have fun sis, and leave the kingdom to me for a day. Oh, and if you bring home any cute stallions, try to make sure he has a brother for me!" She winked and bolted out the door before a pillow slammed into the spot her head had occupied.

* * *

><p>The next morning, Twilight Sparkle awoke to the sound of a rather loud belch, and a grumbled complaint from her dragon assistant, Spike. He arrived at her bedside looking cranky and rubbing his eyes with one claw, while presenting a scroll with the other. Seeing the royal seal inscribed there upon, she immediately jumped out of bed, and grasped the scroll with her magic. Ignoring the complaints of her assistant, she left him to crawl back into his bed and quickly opened the seal. Morning mail was unusual since the Princess usually was busy with raising the sun and arranging her daily schedule.<p>

Scanning the page, she groaned, and read it again. The Princess had indeed accepted the invitation for Pinkie's party and would be arriving later in the afternoon to attend. She was also requesting that it be kept a small affair, only those attending to be notified that she would be there at all. Twilight understood the precautions since a visit from royalty would send the town into a panic. In fact, it was sending _her_ into a panic. She had so much to do and so little time!

She quickly ran through her morning rituals, making sure her mane was straight and her coat was glossy. She skipped breakfast, planning to grab food at Sugar Cube Corner when she broke the news to Pinkie. She cringed in the doorway at that thought. It was far too early to deal with the amount of energy that Pinkie seemed to give off at a constant rate. The chatter alone was enough to numb the mind, but the extra excitement of planning a party would send the pink party pony into overdrive.

She trotted her way though Ponyville, already on edge at the idea that her mentor, goddess, and ruler of the land, was about to make a personal appearance to mingle with her friends. A thousand things ran through her mind and a thousand more ways that they could go horribly wrong. By the time she reached the bakery, she was a mess of nerves, and completely unprepared for the pink dynamo that was her friend.

Entering the shop, it was surprisingly quiet. It was an off day, even the morning rush was slow. Only a couple of ponies were shopping and even Pinkie seemed to be moving at a more sedate pace. She hopped casually around the shop, restocking the shelves with freshly baked goods for the day's sales, balancing trays on her tail, head, and haunches with the skill of a trained juggler.

"Oh, hi Twilight! How are you doing today? You sure are up awful early. Where's Spike? He's usually here to pick up the morning bagels, and you are usually all groggy and grouchy from staying up studying all night." Pinkie dropped the last of her trays in the display case and continued her litany of welcome. "Today is an extra special yummy day because I was up extra early making some new treats to sell. I also made some super secret special stuff for the party, including a cake, and my secret muffins!"

At the barest mention of the word 'muffins', a thump and a ring of the entrance bell heralded a blast of wind and a grey form. Skidding to a halt was a blond pegasus, managing to land expertly on all four hooves before the display case, stopping on a dime without bothering to slow at all.

"Muffins!" The battle cry of the local Mail-mare was heard as she came to attention in front of the sales counter.

"No! Bad Derpy! These muffins are for a special guest!" Pinkie was uncharacteristically irate, acting as if a pet had made a mess on the rug. "I have your usual order ready, but the special muffins are for the party! You will have to wait until then."

"Awww... I want the special muffins!" Looking dejected, the wall-eyed pegasus scuffed the floor with one hoof.

"Silly Derpy! All the muffins I make for you are special. You will always be my best customer, but these are SUPER special, and for a secret guest!" She loudly whispered to her pegasus friend, "Be sure to come to the party, it will be awesome!"

"Yay! Will do miss Pinkamina, no muffin will go untasted!" The grey mare picked up the package she was offered and bolted back out of the door in a blast of wind and grey feathers.

"Oh sugar! I told her never to call me that..." the pink pony muttered to herself.

"Uhh... Pinkie?" the forgotten unicorn waved a hoof to get her friend's attention.

"Oh hi Twilight! How are you doing today? You sure are up awful early." She was interrupted from by a hoof on her muzzle. She stared cross-eyes at the purple appendage, wondering why so many ponies felt the need to do that to her, while simultaneously wondering when was the last time the hoof was washed.

"Umm, Pinkie. I need to talk to you for a moment."

* * *

><p>Hair a bit frazzled from the stress, Twilight oversaw Pinkie's party preparations. Despite all her friends being sworn to secrecy, the news of a party had gotten out, and far more ponies than were invited managed to show up. It was, after all, a Pinkie Party. Nopony missed a Pinkie Party if they could help it. Yet the crowd was a bit more manageable than the usual town-wide celebration, and for that, she was grateful.<p>

Yet still, as the event was about to start, there were at least thirty ponies in attendance and a few more were drifting in. It did not feel right to turn them away, but it still made her worry whether princess would be upset with her or not. Nervously she looked out the window, trying to spot any sign of the royal carriage headed toward town.

"Relax sugarcube.," Said Apple Jack, clearly seeing the worry witten all over Twilight's face, "Rainbow Dash has everything covered. She will holler if'n the Princess shows up in that fancy chariot of hers." Applejack, trying her best to sooth her friend's nerves, steered her toward the refreshments. An assortment of sugary sweets from the baker, and apple treats baked by the farm-pony herself, were spread out for all to enjoy.

Pinkie was putting the last finishing touches on the decorations, managing to get a banner in place without wings or magic. Fluttershy and Rarity arrived immediately after, coming fresh from the Spa, primped for the occasion. Fluttershy looked nervously around at all the milling ponies, all waiting for the party to start, before dashing over to the safety of her two friends. Rarity followed in a more dignified manner, smiling brightly at her friends.

"Darlings! You have outdone yourselves as usual, and readied yet another fabulous party!" The white mare sidled up the the other three, as Pinkie Pie bounced over to join them. "The suspense is killing me though. I simply must know who the secret guest of honor is!"

"You'll see, Rarity. I was told to keep it under wraps until they arrived." The purple unicorn smiled nervously, and gave a forced chuckle. "The guest is due to arrive any minute!" Knowing what a gossip her fellow unicorn was, she had decided to leave her out of the loop until the last moment. There were already too many ponies that knew!

At that moment, a blue and rainbow streak shot in the door and skidded to a halt before them. "Twilight! She's here! Omygosh, I'm sorry, but she snuck up on me!"

All eyes moved to the door as the guest of honor arrived. Her tall alabaster frame filled the doorway and her very presence seemed to fill the room. As she made her entrance, and a gasp was heard from all the ponies present, her smile faltered for a moment at their reaction. Quickly, she recovered her royal poise and strode into the room. "Hello my little ponies! Thank you so much for inviting me."

Twilight was in shock. "P-p-princess? Y-you're..." she stammered at the sight before her. "You're NAKED!"

"You're here!" Chimed in Pinkie Pie at the same moment, not quiet able to drown out Twilight's reaction, tugging a string to reveal the welcoming banner that read "Thank You Princess!".

Indeed, the appearance of the Princess was a shocking one, for she was without her usual adornments. Gone was the golden hoof-guards and the torque of office. Even the royal crown was missing. What was even more shocking was the state of her hair. No longer free to float about the room like a living cloud, it was carefully braided into a magnificent rope that wrapped first around her neck, then down along her flank to form a natural necklace. Instead of a cloud it was now a coiled cord of living color that flowed along it's length, like a shimmering rainbow on the surface of tranquil water. Her tail was similarly treated, coiled into a looping bun behind her flanks. Nopony could ever remember seeing their goddess this way and the effect was awe inspiring.

The Dawn Sister smiled and chuckled nervously, looking back over herself at the reaction of her subjects. "Aheh... Yes. Well the invitation did mention an informal gathering and I really wanted to be able to relax without the regalia of my office for a night. Princess Luna will be taking over duties while I take a day off to be with you and your friends." She patted her hair at the base of the braid and smiled a bit wryly. "As for my mane, I was hoping to do a little bit of dancing, and I cannot very well move easily with it flowing about as it usually does. This is more... practical."

Twilight's face was now twitching, unsure what to say or do. "It's.. it's..."

"It's BEAUTIFUL! And it looks extra super-duper awesome on you, Princess!" Pinkie Pie, undaunted as always, bounced forward to embrace her guest of honor. "You should do your mane like that more often, because it looks really pretty! I know all about having an uncontrollable mane, with all my frizzies and curls, its like my mane has a mind of it's own! Do yo think you could tell me how you braided yours? I think that would look extra nifty on me and would really help keep it our of the way as I'm baking here in the shop!"

The Princess blinked at the avalanche of words and energy, then smiled at the warmth of the response. "Thank you, Pinkie Pie. I am glad you like my hair, and I would be happy to let you visit my stylist for a lesson! I would never have the time to do it myself. It even took her two hours to finish with all my hair and tail!"

"Yippee! Thank you Princess!" The pink pony threw her hooves around her guest again in a massive hug, a move that drew startled gasps from the watching ponies. The princess didn't seem to mind, however, and they relaxed a bit at the display.

The white alicorn chuckled and smiled, hugging the pony back warmly. "Please, Pinkie, you and your friends can call me Celestia for tonight. I have set aside my crown, and I want to be just another pony at this party. Tonight I am not the Princess of Equestria! Tonight, I am the Queen of the Dance Floor, and I will rule you all with my blazing hooves!"

Striking a pose, and grinning, this display drew some laughs, and helped break the tension in the room. A few of the guests went back to what they had been doing, as others started toward the refreshments. Pinkie and Celestia both wandered toward the dance floor and the music started to play as they began to show each other their moves. Twilight and her friends were left in shock, unsure what to make of the events unfolding before them. The purple unicorn especially was distressed and looked on the verge of tears as her beloved mentor hadn't even addressed her before wandering off with one of her friends!

"Oh my word! That was a most... un-royal display for the princess..." Rarity sniffed at the white alicorn. "Who knew she would desire to act like a commoner on her day off?"

Seeing her friend's distress, Applejack put a hoof across Twilight's shoulders. "Don't fret sugarcube, the Princess is entitled to a lil time off every now an then, I recon. Let her enjoy herself fer a spell." She smiled and hugged her friend. "Wooo-wee! But that filly sure can cut a rug, cain't she?" Giving one last hug, she wandered over to see the Queen of the Dance show the moves she had learned over thousands of years.

Finally, Twilight was snapped out of her shock by a gentle nuzzle. "Twilight?" She looked down to see Fluttershy trying to hide behind her hair, as usual. "Don't be upset Twilight. You should always want the one's you care about to be happy, right?"

Looking into the enormous teal eyes of her friend melted the last bastion of hurt she felt, and the unicorn knew her friends were right. She smiled and looked up at her beloved mentor, smiling and cavorting like any other pony. She was happy for her, and let the hurt feelings go as she moved to join the party and have a good time.

"Erry Day, I'm Shufflin'!" The cry went out, as Celestia burst into a strange dance, and the other ponies fell into place trying to mimic her. Soon the entire party was dancing crazily as the infectious spirit spread.

Every last one of them were having the time of their lives!

* * *

><p>The next morning dawned bright. Birds were chirping, the sun was shining after an amazing job by the weather crew, and everypony was talking about the amazing party the night before. Everypony except a certain lavender unicorn, who was trying her best to get more sleep, with a pillow over her head and a hatred of all things 'morning'. The night's activities had taken their toll on the normally sedate pony and she was dealing with a bit of a hangover to boot. Watching her beloved mentor winning a drinking contest against her farmer friend, Applejack, had prompted her to try and match the feat. However, body mass and inexperience had stacked the deck against her, and a drunken blur marred the rest of the evening as she remembered it.<p>

"Never again!" She swore to herself, as she cursed the cheerfulness of the birds and the brightness of the sun. A sun raised in mocking salute by her beloved teacher. Rolling over once again in an attempt to ignore the pounding in her head, the scratchiness of her eyes, and the rawness of her throat; not to mention the foul taste in her mouth and urge to pee, she tried to force herself back to sleep. Never again! Never again.

Finally the bodily urges became too overwhelming and she crawled pathetically to the bathroom to deal with the results of the night's revelry. She tried her best to ignore a snickering Spike, as he happily went about his morning chores.

She gave him a withering look and croaked a single word. "Coffee."

After a shower, and some vigorous tooth brushing, she felt almost ready to deal with life. The requested beverage was waiting for her along with a tasty muffin. She hated that muffin. As much as she hated everything else at that moment, it helped quiet the hollowness that seemed to come from her very soul. More blessed was the coffee, which soothed her mind and made existence somewhat bearable. A small part of her mind cried that it was causing further dehydration and was bad for her after such a drinking binge, but the rest of her promptly told that small part to shut the fuck up, thank you kindly.

Finally feeling halfway pony, she moved on to a tall glass of water, which went over almost as well as the muffin. She knew she needed it, but knowing and feeling are two different states of being. An hour later, she finally managed a 'thank you' to her assistant, who was still grinning at her pain. She managed to ignore it and shake off the last of the punishments her night of indiscretion had heaped upon her. With a small smile of triumph, she turned to her list of things to do, and began her daily studies.

The attempt at work was short lived, as a loud belch was heard, and Spike returned to the room looking abashed. He offered a scroll without a word, and quickly returned to whatever he had been doing. Levitating the scroll, Twilight quickly broke the royal seal and was shocked to find yet another scroll within the larger one. Curious, she tried to break this seal as well, but found it had been enchanted against casual prying. Her eyes grew wide at this and she quickly read over the larger scroll.

_My dear Twilight Sparkle,_

_I am writing you today to thank you for your help in a most exquisite night. I had more fun than I can remember having in over a thousand years! I owe it all to you and your friend Pinkie Pie. It is rare that I allow myself the time off from my duties to indulge in such a foray, but the night was a rare treat for me._

_I am eternally grateful, but I must ask one more favor of you. Enclosed is a scroll I would like you to deliver personally to your friend, Pinkie Pie. I want to thank her for the party she held for me, and I would appreciate it greatly if you could convey my letter of thanks to her for me._

_Your loving mentor,  
>Princess Celestia<em>

Thwarted, yet curious, she examined the smaller scroll. Her magic told her it was a simple scroll, yet the seal had been enchanted with a spell that only allowed a specific pony to open it. Simple, elegant, yet very effective. She smiled, knowing that her beloved teacher relied on her to deliver something important, yet a small part of her was hurt that she wasn't trusted enough to be told what it was. Grabbing another muffin from the kitchen, she made her way out the door, the smaller scroll tucked safely in her saddle bag.

* * *

><p>Entering Sugar Cube Corner, Twilight was amazed at the transformation. All evidence of the nights revelry had been erased, the shop was back to it's normal appearance. Customers were shopping for the morning baked goods and Pinkie could be seen bouncing around taking orders, as if the drinking and dancing had never happened. How the party pony managed to recover so fast, let alone find the energy to function after such an ordeal, was one of the great mysteries of Equestria.<p>

"Hey Twilight!" The pony in question bounced toward her, an enormous grin on her face that quickly turned to a look of concern. "Oh Twilight, you don't look so hot! Was the party too much for you? I told you, silly filly, that much drinking should never be attempted by a newbie. And against the Princess?" She shook her head. "Really, Twilight, what were you thinking?"

The lavender mare groaned and held her head in her hooves. "Ugh, I know, Pinkie. You were totally right about that, but do you have to say it so loud?" She squinted at her energetic friend through red rimmed eyes, "I still have a jackhammer in my head."

The look on the earth pony's face brightened. "I know just the thing to cure you!" She exclaimed, as she shot off into the back room. She appeared moments later with a bottle and a glass filled with a nauseating swirl of colored liquid. "Hold your nose, drink the glass, then chug the bottle as fast as you can. Trust me, do not try to stop until it's all down."

Twilight eyed the mixture suspiciously, unsure of Pinkie's intentions or medical training. The throbbing behind her eyes decided for her though, as her friend stared on with a serious look on her face. Using her magic to take the glass, she held her nose, and gulped down its contents. She nearly gagged! It burned and it soothed at the same time, the slimy consistency coating her mouth and throat. Her eyes started to water as her stomach began to rebel.

"Don't stop! Drink the bottle quickly!" Pinkie's eyes grew huge, seeing her friend about to be sick.

Fighting back the urge to spew the contents of the glass in her pink friends face, Twilight quickly grabbed the bottle with her magic and downed the contents. Immediately her stomach subsided, her head began to clear, and the throbbing ebbed away. After about a minute she felt almost normal.

"Wow Pinkie! I don't know what that was, and it was painful as heck, but it worked!" Twilight blinked back the un-shed tears and smiled happily.

"My pleasure Twilight!" The party pony smiled again and gave her friend a hug. "That was a recipe I got from my old friend, Berry Punch, after a rather long and fun night we had once. Her patented 'Berry Punch-In-The-Gut Hangover Cure'!"

Twilight grimaced, thinking of the mare in question. "I thought her cure for a hangover was to 'not stop drinking'."

Pinkie shrugged comically, "She's gotta sleep sometime." They both laughed at the joke.

Pinkie bounced behind the counter, coming back with some food and drinks on a tray. She dropped it on the table near her friend and motioned for her to dig in. "So, what brings you by so early again?"

Looking up from her food, the lavender mare levitated out the scroll. "Oh, I almost forgot. The Princess asked me to give this to you. I don't know what it says, because she put a spell on it, only you can open."

Eyes growing wide, the pink mare reached out and took the scroll carefully. Upon touching it with a hoof, the seal cracked and the scroll fell open on the table. "Ooooh... that's neat! What do ya think she wrote to me?"

Rolling her eyes, Twilight pushed the scroll closer to Pinkie, "Well, why don't you read it and find out?"

Grabbing the scroll with her hooves, Pinkie began to read to herself, tongue stuck in the corner of her mouth in concentration. As she scanned the scroll, her eyes and grin grew bigger and bigger, until her expression made her look almost insane.

"Wow, Twilight! She says thanks for all the fun she had, and that she hasn't had that kinda fun in over a thousand years! She also says I made her laugh harder than she can remember, and she..." The pink mare paused and gulped, her manic grin dialing back to a more nervous one. "She wants me to come to the castle myself to throw her another party. A private part?" She looked up at her friend, the smile fading away. "Just me and her?"

Twilight, oblivious to her friend's sudden distress, was nodding and smiling. "That's wonderful, Pinkie! I know how lonely the Princess gets sometimes. She used to talk to me a lot about how she misses having close friends, because of how her duties keep her busy. I'm sure you will be able to cheer her up like you do everypony in Ponyville!"

Chuckling nervously, Pinkie saw her friend was smiling happily with her eyes closed as she nodded vigorously. She returned the smile, not really feeling it for the first time that day, and tried to look as happy as her. Inside, however, she was shaking. Throwing a party with friends was one thing, but a private party with just the Princess? What if she did something wrong? What if she wasn't able to make the Princess happy? What if the Princess got angry, stopped being her friend, and didn't want to come to her parties anymore? Her hair began to go limp at the prospect, but it quickly subsided as she looked back at her smiling friend. Pinkie smiled genuinely, and her hair bounced back. Even if everything went horrible, she knew that no matter what, she always had friends she could count on!

* * *

><p>The week sped by, and soon enough, Pinkie Pie was off to Canterlot. Her friends wished her well as she loaded party supplies into the chariot waiting outside the shop. Not knowing what to bring, she packed a bit of everything. She handed Gummy to Fluttershy, and finally boarded the chariot herself. The two pegasus guards snorted, launching into the air. Everypony waved to her as she disappeared into the sky.<p>

Twilight was one of the last to leave. Having thought about the idea of her mentor spending time with her friend, and not her, tendrils of jealousy started to creep into her heart. She tried her best to shake them off. Pinkie Pie was a silly party planning pony, it was what she did, she would make the Princess happy, entertain some visiting guests, and then return home to Ponyville with a smile on her face and great stories to tell her friends. Nothing could change Twilight's relationship with her teacher. Could it?

* * *

><p>Twilight awoke from another all-niter. She distracted herself from her bothersome emotions with study and research. Fortunately it had been an excellent night for star gazing and she had compiled some very good notes on what looked like a new comet in the sky. Yawning, she made her way to Sugar Cube Corner for some fresh muffins and a chance to catch up with Pinkie after her trip to Canterlot. Although she played it cool, part of her was bouncing with anticipation, desperate to know how things had gone.<p>

Entering the shop she saw the usual crowd of customers. Missing, however, was the pink pony in question. Not seeing her bouncing around the shop on a busy morning was vaguely eerie, and she began to wonder what had happened. The party had to be over, surely Pinkie should have returned by now, right? Spotting Mrs. Cake, Twilight trotted over to question her.

"Hello there, Twilight Sparkle!" The matron of the shop greeted the lavender mare. "It's so good to see one of Pinkie's friends, but I'm afraid that if you are looking for her, she hasn't come home yet."

"Oh, that's alright, Mrs. Cake. I guess maybe she decided to stay another day and see Canterlot." Twilight sighed and looked around the shop at the happy customers, feeling none of the cheer on their happy faces. "She had said she wanted to see some of the shops that she missed on our last trip to the Gala."

The elder mare nodded happily in agreement. "Yes, dear. I'm sure that's all that's keeping our little silly filly. She will be home soon enough...and then I will have to hide the frosting mix again!" The matron chuckled gently to herself and wandered off to help the newest batch of the mornings customers.

Twilight, feeling a bit dejected, made her way out of the shop. After arriving home she started to write a letter to the Princess asking if everything had gone well. Several hours, and multiple attempts, later she still couldn't bring herself to put into words the feelings that were growing inside of her. Equal parts worry, curiosity, and jealousy warred in her heart as she pondered what could possibly be going on in Canterlot.

Finally, she gave up and went back to sorting some old scrolls she had acquired for a research project. Time ticked away as she buried her head in her beloved books. She didn't even notice Spike come and go on whatever errands he found without her directing him. Late afternoon was swiftly shading to evening when a knock at the door broke her out of her self-induced trance.

"Whaa?" She blinked at the room, the warm yellow beams of sunlight slanting in at a sharp angle as dusk approached. Dust could easily been seen sparkling in the amber light as the last of the days sun tinted the world orange and scarlet. The knock came again she quickly rose to meet the disturbance, and realized that Spike would have normally already answered to find out who it was. He was probably still out, following Rarity, or being seduced by little Apple Bloom. Spike was starting to grow up, his interests were ranging outwards, and the time spent on his own was growing to match. With a sigh, Twilight opened the door, and was shocked to find a grinning Pinkie Pie standing in the doorway.

"Twilight!" The pony exclaimed, and immediately tackled her lavender friend. "Oh ! I had the most awesome, terrific, super-mega-party time of my life!" She chattered on as she squeezed the unicorn in a death hug.

"Pinkie..." she croaked.

"I'm so so super duper happy right now! The Princess was so nice, and the castle was so super awesome, and even the servants were extra cool and nice..."

"Pinkie..." she wheezed.

"...to me when I was setting up the party with all the ..."

"...urk..PINKIE!" Twilight Sparkle at last managed despite her wind pipe being crushed by her over enthusiastic friend.

"Oh... yes, Twilight?" The earth pony looked down at her friend, looking even darker purple than normal.

"Can't... breathe," she barely managed.

Hopping off her friend, Pinkie released her grip and giggled. "Oops! Sorry, Twilight, I was just so super happy and wanted to thank you to helping me to meet the Princess. I guess I overdid it a bit."

"Ya think!" Getting back to her hooves, the unicorn rubbed her neck with a hoof and winced, her words ragged as she rubbed her throat. "Honestly, I'm happy for you, but sometimes you need to tune it down a notch."

"Heh heh, sorry Twilight." The party pony just couldn't stop grinning, but gave her friend a normal hug.

The unicorn blinked at her friend, noting something out of place. "Pinkie! What happened to your mane?"

Pinkie smiled and trotted in a circle, showing off her latest fashion. The mane had been carefully braided, a long elegant ponytail now flowed from her head, and her tail had been similarly treated to match. The effect was shocking to anyone that was used to the usual wild pink tangle. It also had the effect of making her look a lot more mature, and just a bit more attractive.

"You like it? The Princess promised to introduce me to her stylist, and she did a number on my mane, just like the Princess wore to my party! Now it wont be getting in the way around the shop, and I wont have to wash all the flour and sugar out every day!" She rolled her eyes and made a irritated noise. "Have you ever tried to get frosting out of curls? It's a nightmare!"

Twilight stared in amazement. It did look a lot like the style the Princess had worn, minus the flowing colors, and she felt an odd tightness in her chest at the sight of the neatly braided curls and woven tail. A sudden image of Pinkie, with a horn and wings, made her eye twitch ever so slightly. She shook her head to clear it of the vision. 'No, brain. That's a bad brain! Don't think those kind of things,' she thought to herself loudly.

Pinkie wasn't paying any attention, as she was now busy whipping her head around to make the ropey braid wrap in strange patterns atop her head. Typical Pinkie, she was being random as usual.

"So, Pinkie, what all happened while you were at the castle? We were getting a little worried when you didn't come home right away." Actually Twilight didn't know if anyone had missed the party pony, but she had certainly been on pins and needles waiting for her friends return.

"Oh I had so much fun! I spent most of the day setting up the party and then we spent most of the night having fun! We played all sorts of games and stuff, and we danced. The Princess really is a great dancer, you know! And then we stayed up so I could watch her raise the Sun before we both crashed asleep." Pinkie giggled and rambled on, oblivious to her story's effect on her lavender friend. "The Princess has the most comfortable bed I have ever slept in, and since we were both worn out, she told me to sleep there for the night. Although, I suppose it was technically morning. We slept past noon and then we had some more fun before going to the royal baths, and then the groomers, where I got my awesome braids at Celestia's personal salon!"

Twilight was twitching at this point. The images she saw in her mind were totally unbecoming of the Princess' favorite student, and the jealousy she has felt was only growing stronger. She had never been taken to the royal salon and she certainly was never invited to sleep in the Royal bedchambers, let alone the bed, not even as a filly. The envy for her friend was like a black cloud growing over her and beneath it was a smoldering anger.

"Pinkie, I hate to interrupt," she quickly lied, forcing a disingenuous smile,"but I really have some...uh...studying to do! I'm really happy for you, but, um, I think you should go now so I can finish. Thank you. See you later...bye bye." She steadily pushed her friend out the door before her feelings overcame her and she lost control. Pinkie just looked confused, but let herself be pushed out the door.

Slamming the door on her friend, Twilight collapsed against it, her mind on fire with the thoughts and feelings churning inside her. Suddenly she couldn't take it any longer. She locked the door, bolted for her bedroom, and stuffed her face into a pillow and screamed. It was a long, barely muffled scream of despair and anger, that trailed off into strangled sobs, heard only by her owl assistant who opened one eye in her direction, before spreading his wings and flying away from the awful sound.

* * *

><p>Weeks went by, and once a week Pinkie would vanish from Ponyville to spend time in Canterlot. Sometimes the princess would send her chariot, other times Pinkie just seemed to disappear in the way only Pinkie Pie could. Each time she returned with a grin on her face and her mane freshly braided. After the falling out with Twilight, however, she refused to talk about anything that had happened while she was gone.<p>

Nopony could be certain what had happened, but all of her friends noticed the gulf that had grown between the two mares. When approached about the subject, each would turn them away, or quickly change the subject. It was clear that Pinkie was otherwise happy, but Twilight was decidedly not.

After a few grueling months, their friends finally decided to force the issue. Knowing Pinkie would never talk, lest she must stick a cupcake in her eye, they tried to corner Twilight and get some answers.

A knock on the door announced visitors to the library and when Spike answered he saw four of Twilight's friends outside. All four greeted him with worried expressions and filed into the room. Upon seeing the procession, the lavender mare became highly agitated.

Applejack was the first to speak to her. "Ahh... Twilight, darlin. We need ta talk ta ya bout somethin. It's kind of important."

The unicorn did not take this well. "No! Not another 'Study Intervention'." She leaped to a nearby book she had been reading, and held it for dear life. "These are MY books, and I AM GOING TO READ THEM!"

The four mares looked at each other, then at Spike, who just shrugged. "Sugarcube, this ain't no intervention. Well, at least not bout yer readin an all." The orange pony rolled her eyes and looked at her friends for backup.

"Well go on! Ask her." Rarity poked her farmer friend with a hoof.

Applejack cleared her throat and turned back to a wary Twilight Sparkle, who was now glaring at her. "Twi it's bout Pinkie Pie. Well, more importantly, it's bout you and Pinkie Pie. You two have been actin like a couple o' old mules, actin all stubborn and not talkin to each other or lettin us know what's wrong. We're all friends, and you two have been mighty unfriendly."

"Yea, its like when you try to push a cloud charged with negative ions near a positively charged cloud, but they keep pushing each other away. Then if you do get em close enough, all they do is shoot sparks at each other!" Rainbow Dash stopped talking, as she realized everypony was staring at her with blank and surprised looks. "What? I'm a weather pony! Nopony bats an eye when Applejack uses her farmer metaphors to explain things!" The other mares, and the dragon continued to stare blankly. "Well buck all of you! Just because I'm an athlete doesn't mean I'm stupid!"

Trying to get back on topic, Rarity spoke up. "Yes, Darling, both Applejack and Rainbow Dash are correct, in their fashion. Pinkie and you have been very hostile towards each other, and we are all worried that there may have been a falling out. It would behoove us, as your friends, to try and repair any lapses that have occurred in your friendship with each other. So please, do tell us what has happened to put the two of you at odds with one another?"

Twilight seemed to deflate under the worried gaze of her friends. She had been trying to deny her feelings, pushing the matter out of her head with work and study, but avoiding Pinkie wasn't really helping her and neither was keeping her feelings bottled up inside.

Finally Fluttershy spoke up, sensing her friend's nervousness to talk about the issue. "Twilight, we are all worried. We only want to help. Please, tell us what happened?" When everypony turned to look at her, she flinched slightly, curling up on herself, "That is, if you want to..."

Sighing in defeat, the lavender mare hung her head. "It's the Princess."

"The Princess? What about her, Twi?" Applejack asked, confused. "Ah know Pinkie has been spendin a might bit more time with her lately, but you are her favorite student and -aww... Ah git it now." Finally catching on to the other mare's plight.

"You cannot tell us you are actually jealous of Pinkie for spending time with the Princess can you?" Rarity exclaimed, dumbfounded. "I mean, you and the Princess have such a long and storied history! You told us she practically raised you and spent all those years-"

"Rarity..." Rainbow Dash tried to interrupt.

"-as her student, and then later as her personal assistant-"

"Rarity!" All three mares shouted at once, stopping the white unicorn in the middle of her tirade.

"What? What did I say?" The mare was annoyed at being interrupted, and glared at her friends.

"Umm... Rarity, I think that Twilight... ahh. Might be, kinda, In LOVE with the Princess," Fluttershy Explained. "I think. But I may be wrong. Nevermind." She ran out of steam and hid behind her mane. All eyes turned to Twilight, who was blushing fiercely, and staring intently at the book on the floor before her, unable to meet her friend's eyes.

"Oh, Twilight! Say it isn't so!" Rarity exclaimed in shock. "She's the PRINCESS, and the ruler of all Equestria. You will only get your poor little heart broken if you aim that high. I mean look at me, I only wanted to marry a lesser prince, and I had all my dreams shattered by some oafish lout with a title!"

"Hey, don't be like that, Rarity. That horseapple you tried to catch was a total mule. This is Princess Celestia we are talking about. If anypony deserves to be with her, it's our Twilight." Rainbow Dash flew over to stand beside her distraught friend. "I say we should all support her."

"Exactly, Rainbow!" Applejack also trotted over to support her friend. "If any filly can win the heart of the Princess, it's bound ta be her favorite student! Everypony deserves to be loved."

"Umm... girls?" The meek pegasus spoke up, peeking out from behind her pink mane. "What about Pinkie Pie?"

"Oh yea... that may be a problem," the cyan pegasus rubbed the back of her neck and blushed slightly.

Sighing heavily, Rarity looked down her nose at her friends. "Really now, you are all making such a fuss, when we don't even know anything! Has anyone talked to the Princess of Pinkie about their relationship?"

A chorus of negatives met the alabaster mare. "Very well the!. I see only one course of action. Twilight, you must go to the Princess, and ask her about this situation. If need be, you must tell her your feelings as well, so that they are in the open and you can stop torturing yourself for nothing."

"B-but... I can't! The Princess? I just can't..." Twilight stammered, fear overwhelming her. "Can't we all just ask Pinkie? I mean... Not the Princess."

"Absolutely not!" The white mare exclaimed, putting authority in her voice. "For one thing, I have tried talking to Pinkie Pie, and she refused to say anything. She told me she had Pinkie Promised the princess that she would tell nopony, so that their friendship could not be used to hurt her. She also added that telling a secret was the fastest way to lose a friend, forever!"

"_Forrrrr-everrrrr..."_ All the mares looked around, as the word seemed to echo around them from out of no where, sounding much like Pinkie Pie herself. None of them could find the source of the sound, however, and each told themselves it was merely the wind, or some other such easily explainable phenomenon.

Clearing her throat nervously, Rarity continued. "Ahem, anyway, you need to let the Princess know how you feel! It is clearly eating you up inside and you cannot go on like this. If she loves you in return, you should give her the opportunity to show it. If not, you will know for sure, and be able to move on. Not knowing will just wear you down, darling!" Theatrically tossing her mane, and throwing a hoof across her brow, the diva pony sighed. "Trust me, my dear, I know what it feels to love another and not be loved in return! It is much better to know for sure than to never venture, and always wonder!"

"Woah, Rarity, that's deep." Rainbow Dash stared at her unicorn friend.

"Yes, that's very romantic." chimed in Fluttershy.

"Aww shucks, I dunno bout that romantical nonsense, but I do know about truth and honesty," Applejack threw her hoof around Twilight. "Ya need ta be honest with yerself, hon, and ya need ta be honest with the Princess. Not tellin her the truth will just lead to a mess o' trouble."

Looking around the room at her friends, Twilight started to gain confidence. Finally her gaze fell on her assistant, the only one to not offer up an opinion.

"I'm an eight-year-old baby dragon. I got nuttin'." He shrugged, and looked at her, baffled.

Chuckling at his response, the lavender mare made her decision. "You girls are right. I have been holding back my feelings too long. Though it may be too late, I have to find out for sure if Celestia feels the same way about me as I do about her." She reached out to hug all her friends. "Thank you all for being such great friends!"

"Eeew, gross. Why is it always hugs and kisses with you girls?" The purple dragon cringed at the display of female solidarity, gaining himself a gale of laughter from the hugging mares.

* * *

><p>That very same day, Twilight hurried on her way to Canterlot. She had never used the special 'return home spell' she had been taught before leaving, but it cut several hours off the return trip. Too bad not many unicorns could pull off teleportation, it was a much faster way to travel than balloon or coach, if rather taxing on the caster. After a bit of rest, the lavender mare made her way up to the castle. Being known as Celestia's protege helped immensely at gaining access. Many of the guards still knew her on a first-name basis and waved her in, much to the surprise of the the less seasoned recruits.<p>

Knowing where her quarry would most likely be, she sped toward the royal towers. A long hallway separated the two suites, and although she had never actually been inside the royal bedchamber, she knew which belonged to Celestia and which was the domain of the recently returned Princess Luna. Strangely, there were no guards present in the hallway, nor did she see any of the omnipresent staff that waited on the royal needs of the Princesses. Not even the door to Celestia's bedchamber was guarded, as if everypony had been sent away.

As she approached the door, she slowed, not wanting to barge in...as well as having second thoughts about what she was doing. Part of her wanted to know and put an end to the guessing and torment, yet still, another part of her was afraid of what she would find out..that her fears would be true. Cautiously she crept toward the door of her teachers bedroom, not hearing anything, but rather than knock as she had intended she put her ear to the door. After listening for several moments, she chastised herself for her behavior, and decided to confront the situation head on. She was Celestia's favored pupil, and she had nothing to fear from her idol and mentor.

Just as she was about to knock, she froze as the sound of a very familiar giggle made it's way through the door. It was immediately followed by a more throaty chuckle from a much larger pony, one that she knew equally as well. Dread sent a cold shiver down her spine as an empty pit opened in her gut. Her best friend and her beloved mentor were definitely in the room together, and obviously having fun. An ear to the door this time rewarded her with both voices, talking in husky tones, and laughing, but the words were still muffled by the thickness of the door. Then her world shattered as she heard the worst possible thing; soft moans. Giggles, moans, and husky voices rang through her head as her heart shattered and her eyes filled with tears.

Slumping on the floor against the door, she quietly bawled like a lost foal as her world fell apart. The low sounds vibrated against her skull and ripped her soul apart as her head leaned back against the solid portal. Years of denied longing flooded her world and filled it with despair and darkness. She closed her eyes and wept. After the tears seemed to stop, and the sounds from beyond the door faded, she finally managed to open her eyes. She nearly screamed in fright as she gazed into twin teal orbs of the night princess looking down upon her. It took both hooves over her muzzle and all her willpower to keep silent as she looked up to that dark, serene face gazing calmly at her.

"It appears that We am not the only one alone tonight." The moon goddess spoke softly, her features a mask of serenity, while her eyes flashed a greater meaning.

Twilight was dumbstruck. She just nodded mutely, spellbound by the alicorn's gaze, feeling her soul laid bare. She shivered feeling exposed to her very core beneath that divine stare.

Luna closed her eyes and sighed deeply before opening them once more. "We cannot begrudge our sister her company. She has been alone a very long time, and is much in need of some companionship. But We can see she overlooked those closest to her in her search." She broke her sphinx-like gaze, and embraced the unicorn with one wing, bringing her face close to Twilight's own, their horns brushing softly against one another. "You must forgive her, Twilight, she really does care for you. But to her you are like a daughter. We fear this may have blinded her to your feelings toward her."

"Princess? B-but... why?" Twilight started to stammer, but Luna put a hoof to her muzzle to silence her.

"Here is not the place, come." She looked over her shoulder at the closed door, then with a flash of her horn, they were both in her own private chambers. Stepping away from the younger mare, she closed her eyes and sighed deeply. "My sister may be old and wise, but sometimes she is just as fallible as you or I. She sometimes forgets the feeling of others, just as we all do when blinded by our own need and loneliness. You really need to forgive her, for We are sure your view of her means as much to her, and it would break her heart to see you hurt."

Unable to hold back anymore, the lavender mare threw herself into the hooves of the older pony, and sobbed uncontrollably. "Why! Why doesn't she love me! I have done everything... everything to please her! She means so much to me, and she doesn't even see me anymore! Why!" Bawling like a newborn foal, one of the most powerful mages in all Equestria clung to the Midnight Mare as she was cradled like a child. Luna did what she could, hugging her with both hooves and wings as she stroked the mane of the distraught mare and tried to sooth her.

Unseen by Twilight, the princess shed tears of her own, knowing all too well what rejection and loneliness felt like, and the dark paths it took one's heart. She tried her best to calm the younger mare, and fought back her own demons as they reared their ugly heads in the presence of an all too familiar pain. "Shhh... shhh. We know it hurts. We know how it feels to be alone and feel like you are unloved. But there are always those that love you, as long as you keep your heart open. My sister will always love you as her daughter, even if she does not understand that you long for more."

Her words were suddenly cut off, as small purple muzzle was thrust against hers. She froze in shock at first, shocked she was being kissed, especially so fiercely by the little mare. Then, like a shadow crossing over the face of the moon, her own lingering loneliness welled up inside her and her longing swept the princess up in its long forgotten passion. She returned the kiss with equal vigor and the sweet embrace of the unicorn in her hooves drove some of the agony from her mind and ache from her heart.

They broke away, breathless and panting, a thin thread of spittle still connecting their lips. Both had tears in their eyes and their faces were flushed with a mix of embarrassment and desire. As the moment stretched on and they gazed into each other's eyes, a connection was made, and the two lost souls knew that they could find solace from the woes of the world together, if only for a single passage of the moon. Like found like in that sheltered place, and the loneliness and pain was washed away in the flow long stifled passion that enveloped and shielded them both from the harsh reality beyond the chambers doors.

* * *

><p>As caresses led to groping, the two mares became more eager in their play. Taking the lead, the elder mare made her way down Twilight's chest, gently nudging her onto her back on the bed. Slowly and carefully she used her muzzle to lick, nip and nuzzle as the unicorn moaned softly. Twitches and shudders were the response that led her on as she descended lower, before pausing at the petite nipples between the hind legs. Grinning at the noises she received, she reveled in the smell and taste of the young filly as she nibbled and suckled on the teats like a nursing foal. The smell of her victims arousal was like a warm perfume wafting up from the damp nethers, and she could feel her own juices begin to flow in response.<p>

"Oh.. Oh P-princess." Softly the purple mare moaned in pleasure at the practiced handling.

Looking up to smile warmly at the other pony, the night goddess gave a final lick. "Please, Twilight Sparkle, We beg thee call us, Luna."

Dazed, the other mare just nodded. "Uh-huh. P-please, call me Twilight. And don't stop..."

With a chuckle, the princess went back to work. Lowering her muzzle to the purple mound, she lapped tantalizingly at the dampness there. More moans and shivers rewarded her efforts as she pushed deeper using tongue and muzzle as her hooves massages the nipples above. Running her tongue in practiced motions along the length of the labia, like a mother washing a foal, she was soon met with a startled cry and a burst of light from the younger unicorn as warm dampness gushed over her muzzle.

"Omygosh... Ohmygosh ohmygosh ohmygosh. I have never felt anything like that before." Panting softly, Twilight tried to catch her breath as her head swam and her body convulsed.

Climbing up to meet her face, Luna planted a firm kiss on the smaller mare's muzzle, slowly letting the tastes of mare and mouth mingle as their tongues danced, until once again they were forced to break for air. "Get used to it, my pet. The night is young, and we have much to do."

Twilight gasped, and her eyes went wide, as in one swift motion, the moon goddess inverted herself, presenting her own hindquarters for servicing. She gazed up into the midnight abyss, and saw an eye winking at her playfully. "Prin, uh, Luna! What is... is that? What's happening with your...?" Blushing furiously, Twilight stammered at her first close look at aroused mature marehood.

Chuckling softly, a deep mellow sound of age and experience, the elder mare turned around again and lay down beside her newest disciple. "First time with a mare, I take it?"

Her blush doubled in intensity, and her face felt on fire as she looked away from the earnest gace of her goddess. "First time with anypony, actually." Sounding small and scared, she whispered her lament. "I never had any friends before Ponyville, and I don't get out much. I always kinda wanted to, but..." She sniffed, on the verge of tears in embarrassment. "I've read some books, but they don't mention anything like this."

Raising an eyebrow, Luna grinned mischievously at the nervous filly. "We would really like to know what books thou hast been reading."

"Well, I kind of found them in the basement of the Library in Ponyville. I think they were the private collection of the former Librarian, although I am pretty sure he was a colt, judging by his taste in literature, and the condition of, uhh certain pages. It was mostly pictures, not my normal kind of reading, but I kept them for, umm research purposes." Her entire body was now flushed, as the fire burned from her face on down. She couldn't bring herself to look at the princess as she melted in shame.

Sighing, the midnight mare nuzzled the embarrassed unicorn. "We, err... That is, I understand. I remember my first time. I was full of wonder and empty of experience, and eager to please my mate. Fortunately she was gentle and loving, and we both learned together. I feel honored to be your first, and to welcome you into marehood." Nuzzling one last time, she ran a hoof through the other mare's mane. "What you saw was normal for a mature mare, and shows that I am both willing and ready. So, on that note, I believe you owe me a good nuzzling. Just do your best, and I will tell you if you are doing anything wrong."

"And if I am doing it right?" Twilight blushed anew, gaining confidence from the princess's assurances.

"Oh, you will know. Of that you can be certain." Resuming the position over the younger mare, Luna wiggled her bottom enticingly, and leaned forward to give her an encouraging lick on her own nethers.

With a gasp, the unicorn smiled, and then began to nuzzle her partner's cleft. Gently at first, and then more enthusiastically as the enticing smell and sounds of aroused mare urged her on. She licked her tongue out experimentally for a taste, and then smiled before diving in with gusto. The moans and shivering grew louder as Twilight explored the folds, letting her tongue tease deeper and rubbing the mare's dark nipples with a soft hoofpad. The teasing and exploration went on for a while, until the princess let out an irritated squeal. Suddenly the rump descended onto her muzzle, and she was pinned down with only her nose exposed to breath. Her eyes grew wide, before a low growl from the older mare warned her not to stop. Faster and deeper she plunged her tongue and muzzle, not sopping with fluids that flowed freely. The taste and smell was overwhelming and heat began to grown in her own extremities.

She started to squirm herself in the heat of her arousal, until a soft muzzle descended to deal with her growing lust. This urged her on to greater efforts, as the rump riding her muzzle gyrated and she felt her own marehood being polished smooth by the the princess's skilled tongue. She tried to mimic what was being done to her, but her mind was awash in waves of pleasure making it harder to do more than rub and lick wildly. As the princess focused on her hood, the pleasure exploded tenfold, and she stopped for a moment as he brain caught up to what she was feeling. A sudden nip on her sensitive labia brought her back to the task at hand and she started to focus her own ministrations on the darker skinned hood and the fleshy button within.

A low growl started in the princess's throat, and slowly spread until it seemed her entire body was shaking with tremors. The heat in Twilight's own body reached its peak and she felt her horn begin to throb as if she were holding back from casting a spell. The sensation gre more and more intense, until suddenly dark alicorn went rigid, roaring like some savage predator. Startled, the unicorn nearly choked as a gush of fluid flooded her muzzle, and she pulled back sputtering from the princess's orgasm. Without warning, the princess bit down savagely on the younger mare's nipple, causing the lavender pony to cry out first in shock, and then in ecstasy as the sensation pushed her over the edge. Power once again exploded in a flash of light from her horn, and she felt her own loins become damp from her explosion.

Luna fell to the side, twitching and panting, as wave after wave crashed against her mind and ripped through her body. Twilight was treated to a similar sensation, although not quite as intense as the first. Both mares panted heavily and waited for the ability to feel their extremities to return, before the both looked up and grinned at each other. Manes and muzzles were plastered and awash in wetness, and the sight caused them both to laugh breathlessly.

Slowly, Twilight managed to turn herself around and crawl into the embrace of the older mare, where they once again shared a tender kiss, now slightly less frantic. Luna looked deep into her new lover's eyes and saw something she hadn't seen in a long time. Love.

"You did very good for your first time, my little protege. I can see why my sister praises your skills at learning so much." Tenderly, she nuzzled the smaller mare, and nibbled on her ear playfully.

Grinning from the praise, the unicorn giggled at the sensation this brought her. Every new touch was a new lesson to be learned, and learning was what she lived fore more than anything. Slowly she looked back into the night sister's eyes and smiled happily.

"Umm, so Luna, do you think we can do that again?" Once again she blushed, still shy in the face of the older goddess.

in reply the goddess chuckled, a deep and lusty sound. "My little pony, you certainly do have a lot of power if you are ready so soon. I think this will be the best night ever!" Slowly she rose from the bed, shaking herself and stretching, before trotting over to a rather large wardrobe, locked with a silver clasp. "So my student, you wish to learn more?" Twilight's vigorous nod was all the answer she needed. Opening the doors with her magic, she levitated out a veritable treasure trove of devices, laying them out in an array across the bed where the younger mare lay supine.

"So then, for our next lesson, we shall learn about... _TOYS!"_

* * *

><p>Twilight awoke from a dream. A very warm and pleasant dream. She tried to remember what it was, but it slipped away from her as her mind tried to drag her back into slumber. Suddenly the fog of sleep lifted as she realised she was in a strange bed, in a strange room, with a hoof that didn't belong to her draped over her chest. Her eyes went wide, and her pupils contracted, as the memories of the night flooded back in her realization that none of it had been a dream hit her and made her tingle in ways both horrible and wonderful at the same time.<p>

She had just slept with Princess Luna. Princess Luna, the sister of her beloved teacher, co-ruler of Equestria, and Goddess of the night. For some reason, she was suddenly okay with the idea. If Celestia could not love her as anything more than an adopted daughter, then maybe this was the next best thing. Everypony had somepony, and all were happy. Right?

She carefully disengaged herself from the darker mare's hooves, trying her best not to wake the sleeping goddess. She slipped out of the bed, being sure to cover the other pony, and surveyed the room. It was still fully dark, and the lights had been extinguished, but the glow from the enchanted star field that decorated the ceiling gave enough light by which to see. The room was a bit cold from the open windows, and the lavender mare began to shiver slightly in the breeze. Making her way over to a dresser, she found a spare pair of pajamas that had been laid out, but unused the night before. She carefully pulled them on with a mischievous grin. They were a dark azure, like Luna's own coat, decorated with a shimmering star pattern, and a moon over the flank, matching the princess's own cutie mark. Stifling a giggle with a hoof, she looked herself over in the mirror, and wiggled her rump to survey the look. Rarity would die if she saw her wearing this, and Princess Luna would probably pounce upon her immediately. Princess Celestia would most likely... no, she squashed that thought as soon as it entered her head.

With a weary sigh, she let herself out of the room, and into the hallway. Without the open windows, it was a bit warmer, but it still felt good to wear the cloths that smelled so much like Luna. A walk in the night air would clear her head, and give her time to think about the complications that had suddenly come into her life. Her feelings for Celestia were still raw, but her new feelings for Luna almost pushed them aside. There were also, however, the feelings for her friend Pinkie. Warmth, love, hurt, and betrayal all mixing together in a muddy mess that made her stomach knot and her head swim. Unbidden, tears once again sprang to her eyes as she tried to cope with the mess in her heart. She wandered, unseeing, down the hallway past the silent suits of barding and ancient paintings that decorated the palace.

Getting closer to the main hall between the two sister's towers, magical lamps and the occasional enchanted torch brightened the hallways making things easier to see, and slightly more snug. Twilight plodded along unaware of the change, her eyes lowered to the lush carpet beneath her hooves as her mind sorted through her feelings. She was used to thinking with her head, and not her heart, and the two were in conflict with each other. She almost didn't notice when a cheerful voice greeted her, making her pause and look up.

"Oh, hi Twilight! I didn't know you were here too. Are you looking for the kitchen to get a late night snack as well? I think there's still some cupcakes left over from earlier."

Twilight stared mutely, all her heavy thoughts scattered as the object of those thoughts stood before her, smiling brightly, and waving a friendly hoof. She blinked several times, the shock of the past several hours catching up to her, before her face darkened and her jaw set in an angry line as dark thoughts flooded her mind. Eyes squinting in barely restrained fury, power began to gild her horn with blazing light. The smile on the pink mare faltered and her cheerful disposition faded as she took a step back from her friends sudden transformation.

"_YOU! HOW DARE YOU!"_ The unicorn shook with power and hatred, her face contorted in unmitigated rage as all her pain and sorrow found a target in the pony before her. "You filthy horse! Stupid, selfish MULE! You DARE to call yourself my friend? How _COULD YOU?"_

"Uhh, Twilight? You're kinda scaring me now." Pinkie Pie backed away another step, laughing nervously, becoming more frightened by her friend's venomous outburst. "I don't know what I did, but those are very nasty words, and it's not very nice to say them to a friend."

"You knew." Growling low now, the purple mare started to advance on her would be victim, slowly plodding as her horn grew brighter. "You took her from me. You made her love you instead of me. You call yourself my friend and now you have taken away everything I have ever longed for. You are not my friend, Pinkie Pie! You are nothing more than a _monster!"_

Pinkie backed into a stand holding polished armor, knocking it over with a deafening crash. In her moment of distraction, Twilight launched her attack, grabbing an ornate sword off of the wall with her magic and launching it toward the pink mare. Pinkie had only a fraction of a moment to duck and lift a shield, deflecting the blow and dazing her as the shield rang like a bell, rattling her teeth as she held onto the protective barrier. She shook off the attack, and quickly slipped the shield onto a forehoof to better wield it.

"Twilight! What has gotten into you? Are you loco in the coco?" Pinkie desperately tried to talk her friend down, tears glistening at the edges of her eyes, still unsure what had set the lavender mare off. "You could have taken my head off with that thing! Stop acting crazy and talk to me."

"DON'T! CALL! ME! CRAZY!" Each word was punctuated by a vicious swing of the magically propelled blade, clanging wildly against the shield of the earth pony. Not knowing how to handle the weapon was the only thing that saved the pink mare, as the blows were erratic at best, and glanced easily off the shields polished surface. Even so dents and gouges were beginning to form in the formerly smooth metal.

Slipping her hoof into the hoof-hold of a nearby mace, Pinkie managed to rise, tears streaming down her face. "Fine! I see how it is. I see how it is BIG TIME!" She clenched her teeth and took a ready stance against her opponent. "You wanna party, Twi? Then lets party!"

With a grace that belied the heavier pony's size, Pinkie launched herself into the air, as if completely ignoring the weight of the shield she bore or the weapon she wielded. The apex of her arch seemed unnaturally short, as though she stopped in mid leap and launched herself downwards at the lighter unicorn. Surprised by the sudden attack, Twilight barely dodged out of the way before the heavy mace came crashing to the ground where she had been standing a moment before, shattering the tiles where she had stood and sending a puff of dust swirling around the pink mare. Another leap backwards saved her skull from a second crushing blow as the weapon swung in a vicious arc where her head had been, whistling barely inches from her nose. Quickly, she dropped her hold over her sword and refocused her magic into an arcane barrier, which fragmented with the very next blow of the wild earth pony's mace, repelling her advance for a moment.

The clouds of her own rage swept away by the brutality of Pinkie's counterattack, Twilight saw that Pinkie's coat was a duller shade of pink, and that her blue eyes were pinpricks of rage. The look in the pony's face mirrored her own earlier fury, and tears streamed down her face. Gulping in sudden fear, the unicorn quickly reclaimed the sword and used it to block the blows that fell upon her like a relentless avalanche. The next several moments were a blur as she used all her power to control the weapon and deflect swing after swing of the now berserk earth pony threatening to shatter her skull, the hunk of metal growing more twisted and misshapen with each strike. The older mare was apparently more skilled at melee combat and mercilessly pressed her advance, until the unicorn found herself backed against the opposite wall and quickly losing her grip on the twisted lump of metal that had been a sword as her magic drained away. Without warning the sword finally broke and clattered uselessly at her hooves.

She closed her eyes with a sob, knowing that she had let her own anger push her friend past the breaking point, and her jealousy had caused her own demise. She waited for the blow that would put out her lights once and for all. As the moment passed, and the blow failed to fall, she opened her eyes again slowly. Before her stood a sight from legend. A proud earth pony, eyes chips of ice staring out of a face, a mask of rage, that was breathing heavily as sweat lathered her pink coat. The braided mane and tail now resembled a warrior's braid as it easily swung over one shoulder and outlined the rippling muscles of her flanks. The only thing out of place was the brilliant white pajamas, emblazoned with Princess Celestia's cutie mark, covering her own party balloons. Twilight was stunned by the sight, as her normally bubbly and outgoing friend exuded pure strength and indomitable power. For some reason she found it extremely sexy, and she tried desperately to deny the flush she could feel washing over her face as she had such feelings for the pony who would surely end her.

Yet, with a grunt, those blue eyes softened, and she let the mace and shield fall to the now ruined floor with a massive clang. Closing her eyes, she took deep breaths, and started to relax. A moment later, her eyes were back to their normal sky blue as she opened them.

"Pinkie?"

"Twilight...I" Both began at the same time, only to be interrupted.

"**STOP THIS AT ONCE!" **An amplified voice filled the hallway, making the walls shake, as a brilliant light caused both ponies to stagger and cover their eyes. As the light faded, the statuesque form of the Sun Goddess could be seen striding toward them. Movement in the opposite direction revealed Princess Luna trotting up to them as well, wearing a worried look.

"**Twilight Sparkle! Pinkamina Pie! What is the meaning of this?"** the white alicorn bellowed, her displeasure evident in her face as well as her tone.

"What on Equestria is wrong with you two?" came the less amplified voice of Princess Luna. "You two are supposed to be friends, and here we find you destroying our palace and trying to kill one another!"

The two alicorns looked at each other, a knowing look passing between them, then back at the ponies cowering before them. Around them the hall was in shambles, with armor and statues knocked over from the fury of their battle, and the ponies themselves covered with scrapes and bruises. Luna nodded to her sister, who spoke next. "I am very disappointed in both of you. Disappointed, but at the same time not surprised."

Tearing up again, Twilight threw herself at the hooves of her mentor, while Pinkie hung her head in shame. "Princess, why?" The unicorn bawled, her raw emotions spilling forth. "I would have done anything for you. I-I loved you! But you... and with my friend? Why? Why don't you love me? For Equestria's sake, _WHY PINKIE PIE?"_

"Because, she makes me laugh, Twilight." Looking sadly down at her student, Celestia sighed wearily, as the anger flowed out of her. "I owe you an explanation." Glancing at her sister, who was staring at her blankly, she went on. "When you have lived as long as I have, you learn a great many things. You learn to cherish friends. You learn the value of memories. After awhile, physical attraction and pleasures are no longer as important as the emotional and intellectual stimulation that friends and loved ones provide."

The lavender mare looked up with round eyes, brimming with tears, "You mean you didn't...?"

"Pinkie Pie and myself talked, we told jokes. She told me stories about you and your friends in Ponyville and she told me about the fun she had pulling pranks and throwing parties. I told her my stories about the ponies I have known and the lands I have seen in my long life. We shared each other's company, and together we were happy. We comforted each other."

"_AND THEN WE FUCKED!"_ Pinkie bounced into the air, grinning from ear to ear. Simultaneously, Twilight facehoofed, Luna choked, and Celestia turned bright pink in embarrassment, as she looked away in shame. Looking around at the reactions to her outburst, the earth pony was puzzled and tilted her head to one side in perplexity. "What? It was SOOO awesome! The things she did with her horn..."

"PINKIE PIE!" all three mares shouted at once, staring at the party pony, who immediately quieted down with a bashful smile.

"I'm just saying..." And the pink mare looked at the floor and shuffled her hooves disconsolately.

Both ponies looked up, into the sad face of the sun goddess. Pinkie was the first to speak up. "P-princess? I'm sorry. I just got so angry when Twilight attacked me, I kinda went a little crazy for a moment and lost myself. I knew how she felt about you, and I should have... but, we were.. and..." she broke down, as fat tears started to roll down her face again.

The white mare strode forward to embrace the earth pony, holding her with one wing, as Luna stepped forward and hugged the unicorn. Then all four enveloped each other in a massive group hug. Celestia stepped back, breaking the hug, but keeping her massive wings wrapped around the other mares. "I am sorry as well, my little ponies. I am as much to blame as anypony. I knew the consequences of my actions and I ignored them in my own selfishness because I was lonely." She tenderly stroked the midnight mane of her student. "I knew how you felt about me, Twilight, yet I still broke your heart by giving my attentions to another."

Crying, Twilight spoke up, interrupting the older mare, "I know, Princess. Princess Luna told me. She says you love me as if I were your adopted daughter, so you could never feel about me the way I felt about you. So you kept me at hoof's length, and tried not to get too close. I can accept that now. You were always more of a mother to me than even my own parents, and I can accept that you will only be able to love me that way."

Pulling away, Celestia turned her back on the other ponies. Slowly, her voice arose once more, filled with pain and shame. "I'm afraid my sister is mistaken. I could never love you like an adopted daughter. This is because you truly ARE my daughter." She turned to face the shocked expressions of all three ponies, her own muzzle streaked with tears. "It is my secret and my shame, that I never told you. I never acknowledged you as my daughter, because I wanted you to have a normal foalhood, and grow up knowing the freedoms that my sister and I were denied, trapped by our duties and station." The alabaster mare closed her eyes, lifting them blindly to the ceiling as she continued on. "I was planning to tell you one day, when you had lived a happy life, and were ready to take your place as a Princess of Equestria. One day your wings will appear, and you will be a true Alicorn, and rightfully have a place at my and Luna's side. But until that day, I wanted to simply watch you grow up, make friends, and be happy..."

Opening her eyes again, she looked on the faces of the three mares, and awaited their reactions to her words. It was Luna who spoke first, her own voice heavy with emotion. "Sister! How could you? How DID you? We swore to never... And you didn't tell me?"

With a heavy sigh, the regent of the sun lowered her head. "I am truly sorry, my sister. While you were lost to me, I grew ever more lonely, and one night I tried to drown my sorrows in drink. I managed to scare half the palace with my antics, and if that were not enough, drag some poor pony into bed with me. I don't even remember his name. All I recall is a purple flank and a lot of crying, then in the morning they were gone and nopony will tell me, even on pain of punishment, the identity of that pony. I used a powerful spell to erase the memory from all who knew, and illusion spells to hide my pregnancy. I found a trusted pair of unicorns to care for her and tried to keep my distance so that nopony would ever know. However, her blood flows true, and her power is undeniable. When it broke loose during her entrance exam, I knew I had to step in and take her future into my own hooves, even if I risked her finding out early. I just never thought things would develop like this!" She looked up at the mare in question, pain and grief written on her normally serene white muzzle. "I am truly sorry, my daughter, I should have told you long ago."

"Hold on Celly. Is there some reason you forgot to share this with me? Do you have any idea what I DID last night?" The night princess looked mortified.

"Oh I have a pretty good idea. It was much the same as I was doing myself." The dawn sister snarked in return, a smirk appearing on her muzzle and a playful gleam came into her eyes as she regained some of her composure.

"Bu-but she's my... I'm her... What the hay Celestia? That's just wrong!" The dark mare was outraged.

"Oh, it's not that bad, sister! When you live as long as we do, you need to have an open mind. Besides, whats the harm? The royal line is not free of its share of inbreeding. Just look at that pitiful nephew of ours. Oh, he's pleasant enough to look at but he failed magic kindergarten and I doubt he'll ever sprout a pair of wings! Of course, It's not like you could have gotten her pregnant as it is. She IS a mare, after all." The white alicorn rolled her eyes at her younger sister's prudish behavior.

"Oh, really? What if I used that special spell you taught me on my 50th birthday? Hmm?"

Celestia's eyes grew wide in shock, as her pupils contracted to pinpoints. "Y-you didn't?"

Taking her turn to look smug, Luna smirked back. "No, I didn't, Celly. But I'm willing to bet YOU did!" She pointed an accusing hoof at her sister. "I know you, sister. You have always been more of a filly-fooler than anything, and I highly doubt you would just let some strange buck into your bed, no matter how drunk you claimed to be."

Meanwhile, Twilight was reeling in shock at the apparent revelation of her parentage and the ensuing argument going on in front of her. She looked to Pinkie Pie for support, but her friend just shrugged, looking equally confused. They both slowly made their way out of the area, having been forgotten by their hosts. As they slowly walked down a hallway, they each shot glances at each other, trying to gauge the mood of the other.

Finally, Pinkie spoke up first. "Twilight, I wanted to say I am very sorry. I didn't know that I would cause so much trouble, with you and the Princess. It's just, she was so lonely, and I know how that feels to think you don't have any friends. It's a horrible feeling."

"That's okay Pinkie. I forgive you, if you forgive me for being such a jealous bitch." Twilight sighed heavily, and her words caused her friend to gasp.

"Twilight! That's a nasty word!"

"Yea, well I was a nasty pony. I was so selfish that I didn't see that both you and the Princess were happy. I only thought of myself. Can you forgive me?"

The pink pony hugged her friend. "Of course! We will always be friends. All is forgiven!"

"Thanks Pinkie." As she walked along, she snuck glances over at the pink mare, noticing how the braided hair and Celestia pajamas made her look. She started to blush at the thoughts that sprang to mind.

Pinkie, on her own private stream of thought, failed to notice. "So... If you are the daughter of a princess, what does that make you?"

"Uhh, a princess, I guess?" She shrugged uncertainly.

"Ooh! That means I am friends with two princesses! Maybe you can introduce me to Luna, and we can make it three!" She grinned and started to bounce in her normal Pinkie way.

Twilight just chuckled at this. Her own thoughts were on another subject. "So. You got a thing for horns now, eh?"

"Oh yes! It was so super amazing! The things she could do, it made my hair go straight, but in a good way, you know? My little hoofsies went all numb! You should get her to teach you some of those tricks." She gushed, then noticed the brilliant flush on her friend's face. "Or Luna?" A sour look made her think better of that idea. "Oooor, maybe I could teach you?" She grinned hugely and fluttered her eyes at her embarrassed friend.

The aggrieved look faded from the unicorn's face. "Yes Pinkie, I think I would like that a lot," she smiled coyly.

Both mares giggled and made their way toward somewhere private, bumping flanks as they walked, their relationship stronger than ever before.

_{And then they fucked.}_

The End


End file.
